<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
SCHEDULE 13G
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(AMENDMENT NO. _____)(1)
SPORTSLINE USA, INC.
- -------------------------------------------------------------------------------
(NAME OF ISSUER)
COMMON STOCK
- -------------------------------------------------------------------------------
(TITLE OF CLASS OF SECURITIES)
0008489341
- -------------------------------------------------------------------------------
(CUSIP NUMBER)
- --------
(1) The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, SEE the
NOTES).
<PAGE>
CUSIP NO. 0008489341 13G Page 2 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
KLEINER PERKINS CAUFIELD & BYERS VII, L.P., A CALIFORNIA
LIMITED PARTNERSHIP ("KPCB VII") 94-3201863
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA LIMITED PARTNERSHIP
NUMBER 5 SOLE VOTING POWER
OF -0-
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 1,581,666
OWNED BY 7 SOLE DISPOSITIVE POWER
REPORTING -0-
PERSON 8 SHARED DISPOSITIVE POWER
WITH 1,581,666
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,581,666
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.2%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 3 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
KPCB VII ASSOCIATES, L.P., A CALIFORNIA
LIMITED PARTNERSHIP ("KPCB VII ASSOCIATES") 94-3203783
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
CALIFORNIA LIMITED PARTNERSHIP
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY DIRECTLY HELD BY KPCB VII AND 40,555 SHARES
OWNED BY ARE DIRECTLY HELD BY KPCB INFORMATION SCIENCES
REPORTING ZAIBATSU FUND II, L.P., A CALIFORNIA LIMITED
PERSON PARTNERSHIP ("KPCB ZF II"). KPCB VII
WITH ASSOCIATES IS THE GENERAL PARTNER OF KPCB VII
AND KPCB ZF II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
DIRECTLY HELD BY KPCB VII AND 40,555 SHARES
ARE DIRECTLY HELD BY KPCB ZF II. KPCB VII
ASSOCIATES IS THE GENERAL PARTNER OF KPCB VII
AND KPCB ZF II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 4 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
BROOK BYERS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF KPCB
PERSON VII AND KPCB ZF II. MR. BYERS IS A GENERAL
WITH PARTNER OF KPCB VII ASSOCIATES. MR. BYERS
DISCLAIMS BENEFICIAL OWNERSHIP OF THE SHARES
HELD DIRECTLY BY KPCB VII AND KPCB ZF II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF KPCB
VII AND KPCB ZF II. MR. BYERS IS A GENERAL
PARTNER OF KPCB VII ASSOCIATES. MR. BYERS
DISCLAIMS BENEFICIAL OWNERSHIP OF THE SHARES
HELD DIRECTLY BY KPCB VII AND KPCB ZF II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 5 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
KEVIN COMPTON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. COMPTON IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
COMPTON DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. COMPTON IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
COMPTON DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 6 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
L. JOHN DOERR
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. DOERR IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
DOERR DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. DOERR IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
DOERR DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 7 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
WILLIAM R. HEARST III
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. HEARST IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
HEARST DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. HEARST IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
HEARST DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 8 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
VINOD KHOSLA
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS A GENERAL PARTNER OF KPCB
PERSON VII AND KPCB ZF II. MR. KHOSLA IS THE
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
KHOSLA DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS A GENERAL PARTNER OF KPCB
VII AND KPCB ZF II. MR. KHOSLA IS THE
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
KHOSLA DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 9 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
JOSEPH LACOB
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. LACOB IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LACOB DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. LACOB IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LACOB DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 10 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
BERNARD LACROUTE
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. LACROUTE IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LACROUTE DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. LACROUTE IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LACROUTE DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 11 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
JAMES LALLY
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. LALLY IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LALLY DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. LALLY IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
LALLY DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 12 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
DOUGLAS MACKENZIE
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. MACKENZIE IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
MACKENZIE DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. MACKENZIE IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
MACKENZIE DISCLAIMS BENEFICIAL OWNERSHIP OF
THE SHARES HELD DIRECTLY BY KPCB VII AND
KPCB ZF II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 0008489341 13G Page 13 of 20 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
E. FLOYD KVAMME
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
5 SOLE VOTING POWER
NUMBER -0-
OF 6 SHARED VOTING POWER
SHARES 1,622,221 SHARES OF WHICH 1,581,666 SHARES
BENEFICIALLY ARE DIRECTLY HELD BY KPCB VII AND 40,555
OWNED BY SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
REPORTING VII ASSOCIATES IS THE GENERAL PARTNER OF
PERSON KPCB VII AND KPCB ZF II. MR. KVAMME IS A
WITH GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
KVAMME DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
1,622,221 SHARES OF WHICH 1,581,666 SHARES
ARE DIRECTLY HELD BY KPCB VII AND 40,555
SHARES ARE DIRECTLY HELD BY KPCB ZF II. KPCB
VII ASSOCIATES IS THE GENERAL PARTNER OF
KPCB VII AND KPCB ZF II. MR. KVAMME IS A
GENERAL PARTNER OF KPCB VII ASSOCIATES. MR.
KVAMME DISCLAIMS BENEFICIAL OWNERSHIP OF THE
SHARES HELD DIRECTLY BY KPCB VII AND KPCB ZF
II.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,622,221
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 14 of 20 Pages
ITEM 1(a) NAME OF ISSUER:
SportsLine USA, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
6340 N.W. 5th Way
Fort Lauderdale, FL 33309
ITEM 2(a)-(c) NAME, ADDRESS AND CITIZENSHIP OF PERSONS FILING:
This statement is being filed by KPCB VII Associates,
whose principal business address is 2750 Sand Hill Road,
Menlo Park, California 94025. The names and business
addresses and citizenships of all the general partners of
KPCB VII Associates are set forth on Exhibit B hereto.
KPCB VII Associates is general partner to KPCB VII and
KPCB ZF II. With respect to KPCB VII Associates, this
statement relates only to KPCB VII Associates. The shares
are held directly by KPCB VII and KPCB ZF II, and KPCB
VII Associates does not directly or otherwise hold any
shares. Management of the business affairs of KPCB VII
Associates, including decisions respecting disposition
and/or voting of the shares, is by majority decision of
the general partners of KPCB VII Associates, each of whom
disclaims beneficial ownership of the shares.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(e) CUSIP NUMBER:
0008489341
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
ITEM 4. OWNERSHIP.
<PAGE>
Page 15 of 20 Pages
See items 5-11 of cover sheets hereto.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
Under certain circumstances set forth in the limited
partnership agreements of KPCB VII, KPCB VII Associates
and KPCB ZF II, the general and limited partners of such
entities may have the right to receive dividends on, or
the proceeds from the sale of the Shares of SportsLine
USA, Inc. held by such entity. No such partner's rights
relate to more than five percent of the class.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Not Applicable
<PAGE>
Page 16 of 20 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 10, 1998
BROOK H. BYERS KPCB VII ASSOCIATES, L.P., A CALIFORNIA
KEVIN R. COMPTON LIMITED PARTNERSHIP
L. JOHN DOERR
WILLIAM R. HEARST III
VINOD KHOSLA By: /s/ Kevin R. Compton
E. FLOYD KVAMME ----------------------------
JOSEPH S. LACOB A General Partner
BERNARD J. LACROUTE
JAMES P. LALLY KLEINER PERKINS CAUFIELD &
DOUGLAS P. MACKENZIE BYERS VII, L.P., A CALIFORNIA LIMITED
PARTNERSHIP
By: /s/ Michael S. Curry By KPCB VII Associates, L.P., a
---------------------------- California Limited Partnership, its
Michael S. Curry General Partner
Attorney-in-Fact
By: /s/ Kevin R. Compton
----------------------------
A General Partner
<PAGE>
Page 17 of 20 Pages
EXHIBIT INDEX
Found on
Sequentially
Exhibit Numbered Page
- ------- -------------
Exhibit A: Agreement of Joint Filing 18
Exhibit B: List of General Partners of KPCB VII Associates 19
<PAGE>
Page 18 of 20 Pages
EXHIBIT A
Agreement of Joint Filing
The undersigned hereby agree that they are filing jointly pursuant to
Rule 13d-1 of the Act the amended statement dated February 10, 1998,
containing the information required by Schedule 13G, for the Shares of
SportsLine USA, Inc., held by Kleiner Perkins Caufield & Byers VII, L.P., a
California limited partnership and with respect to the general partners, such
other holdings as may be reported therein.
Date: February 10, 1998
BROOK H. BYERS KLEINER PERKINS CAUFIELD &
KEVIN R. COMPTON BYERS VII, L.P., A CALIFORNIA LIMITED
L. JOHN DOERR PARTNERSHIP
WILLIAM R. HEARST III
VINOD KHOSLA By KPCB VII Associates, L.P., a California
E. FLOYD KVAMME Limited Partnership, its General Partner
JOSEPH S. LACOB
BERNARD J. LACROUTE
JAMES P. LALLY By: /s/ Kevin R. Compton
DOUGLAS P. MACKENZIE ------------------------------
A General Partner
By: /s/ Michael S. Curry
----------------------------
Michael S. Curry
Attorney-in-Fact
KPCB VII ASSOCIATES, A CALIFORNIA
LIMITED PARTNERSHIP
By: /s/ Kevin R. Compton
----------------------------
A General Partner
<PAGE>
Page 19 of 20 Pages
EXHIBIT B
General Partners of
KPCB VII ASSOCIATES, A CALIFORNIA LIMITED PARTNERSHIP
Set forth below, with respect to each general partner of KPCB VII
Associates, is the following: (a) name; (b) business address; and (c)
citizenship.
1. (a) Brook H. Byers
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
2. (a) Kevin R. Compton
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
3. (a) L. John Doerr
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
4. (a) William R. Hearst III
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
5. (a) Vinod Khosla
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
6. (a) E. Floyd Kvamme
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
7. (a) Joseph S. Lacob
(b) c/o Kleiner Perkins Caufield & Byers
<PAGE>
Page 20 of 20 Pages
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
8. (a) Bernard J. Lacroute
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
9. (a) James P. Lally
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
10. (a) Douglas P. MacKenzie
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
